0001209191-23-031695.txt : 20230523 0001209191-23-031695.hdr.sgml : 20230523 20230523172353 ACCESSION NUMBER: 0001209191-23-031695 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230519 FILED AS OF DATE: 20230523 DATE AS OF CHANGE: 20230523 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dunnigan Matthew CENTRAL INDEX KEY: 0001728874 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36786 FILM NUMBER: 23949904 MAIL ADDRESS: STREET 1: 5505 BLUE LAGOON DRIVE CITY: MIAMI STATE: FL ZIP: 33126 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Restaurant Brands International Inc. CENTRAL INDEX KEY: 0001618756 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 000000000 STATE OF INCORPORATION: Z4 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 130 KING STREET WEST STREET 2: SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5X 1E1 BUSINESS PHONE: (905) 845-6511 MAIL ADDRESS: STREET 1: 130 KING STREET WEST STREET 2: SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5X 1E1 FORMER COMPANY: FORMER CONFORMED NAME: 9060669 Canada Inc. DATE OF NAME CHANGE: 20141028 FORMER COMPANY: FORMER CONFORMED NAME: 1011773 B.C. Unlimited Liability Co DATE OF NAME CHANGE: 20140905 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-05-19 0 0001618756 Restaurant Brands International Inc. QSR 0001728874 Dunnigan Matthew 130 KING STREET WEST SUITE 300 TORONTO A6 M5X 1E1 ONTARIO, CANADA 0 1 0 0 CFO 0 Common Shares 2023-05-19 4 M 0 30000 42.26 A 84390.9247 D Common Shares 2023-05-19 4 S 0 45000 73.21 D 39390.9247 D Option (right to buy) 42.26 2023-05-19 4 M 0 30000 0.00 D 2025-03-05 Common Shares 30000 0 D Option (right to buy) 55.55 2027-02-23 Common Shares 40000 40000 D Option (right to buy) 56.92 2022-05-05 2027-05-04 Common Shares 40000 40000 D Option (right to buy) 58.44 2023-02-23 2028-02-22 Common Shares 100000 100000 D Restricted Share Units Common Shares 7559.4355 7559.4355 D Performance Share Units 2024-02-22 2024-02-22 Common Shares 116299.0084 116299.0084 D Option (right to buy) 66.31 2025-02-21 2030-02-20 Common Shares 50000 50000 D Restricted Share Units Common Shares 8338.8127 8338.8127 D Performance Share Units 2025-02-21 2025-02-21 Common Shares 56457.7704 56457.7704 D Restricted Share Units Common Shares 5955.6533 5955.6533 D Restricted Share Units Common Shares 5395.8219 5395.8219 D Performance Share Units 2024-02-19 2024-02-19 Common Shares 36275.3429 36275.3429 D Restricted Share Units Common Shares 12418.3532 12418.3532 D Performance Share Unit 2025-02-25 2025-02-25 Common Shares 51678.5213 51678.5213 D Restricted Share Units Common Shares 14661.8089 14661.8089 D Performance Share Unit 2026-02-22 2026-02-22 Common Shares 37206.571 37206.571 D Represents the weighted average price of the shares sold. The prices of the shares sold pursuant to the transaction ranged from $73.05 to $73.38 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the issuer or a security holder of the issuer full information regarding the number of shares sold at each separate price. These options are fully vested and exercisable. Each restricted share unit represents a contingent right to receive one common share. These restricted share units vest on December 31, 2023. The shares reported represent an award of performance based restricted share units ("2019 PBRSUs") granted to the Reporting Person. The 2019 PBRSUs have a performance period ending December 31, 2021 and will vest on February 22, 2024, which is the fifth anniversary of the grant date. These restricted share units vest on December 31, 2024. The shares reported represent an award of performance based restricted share units ("2020 PBRSUs") granted to the Reporting Person. The 2020 PBRSUs have a performance period ending December 31, 2021 and will vest on February 21, 2025, which is the fifth anniversary of the grant date. These restricted share units vest in equal installments on December 31, 2021, December 31, 2022 and December 31, 2023. These restricted share units vest in equal installments on December 31, 2021, December 31, 2022, December 31, 2023 and December 31, 2024. The shares reported represent an award of performance based restricted share units ("2021 PBRSUs") granted to the Reporting Person. The 2021 PBRSUs will have a performance period beginning January 1, 2021 and ending December 31, 2023 and to the extent earned will vest on February 19, 2024. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition. These restricted share units vest in equal installments on December 31, 2022, December 31, 2023, December 31, 2024 and December 31, 2025. The shares reported represent an award of performance based restricted share units ("2022 PBRSUs") granted to the Reporting Person. The 2022 PBRSUs will have a performance period beginning January 1, 2022 and ending December 31, 2024 and to the extent earned will vest on February 25, 2025. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition. These restricted share units vest in equal installments on December 15, 2023, December 15, 2024, December 15, 2025 and December 15, 2026. The shares reported represent an award of performance based restricted share units ("2023 PBRSUs") granted to the Reporting Person. The 2023 PBRSUs will have a performance period beginning January 1, 2023 and ending December 31, 2025 and to the extent earned will vest on February 22, 2026. The number of common shares that will be earned at the end of the performance period is subject to increase or decrease based on the results of the performance condition. /s/ Michele Keusch, as Attorney-in-Fact for Matthew Dunnigan 2023-05-23